TXO Partners, L.P. Announces Pricing of Upsized Public Offering
June 26 2024 - 6:27PM
Business Wire
TXO Partners, L.P. (NYSE: TXO) (“TXO”) today announced the
pricing of its public offering of 6,500,000 common units
representing limited partner interests in TXO (the “common units”)
at price to the public of $20.00 per common unit. The offering size
was increased from the previously announced offering size of
5,000,000 common units. TXO has granted the underwriters an option
to purchase up to an additional 975,000 common units at the public
offering price, less underwriting discounts and commissions. The
offering is expected to close on June 28, 2024, subject to
customary closing conditions.
TXO expects to receive net proceeds of approximately $122.5
million, after deducting underwriting discounts and commissions and
estimated offering expenses and excluding any exercise of the
underwriters’ option to purchase additional common units. TXO
intends to use the net proceeds from this offering, if consummated,
to fund a portion of the cash consideration for the previously
announced asset acquisitions from Eagle Mountain Energy Partners
and a private company (the “Acquisitions”). The offering is not
conditioned on the consummation of either of the Acquisitions.
Pending the closing of the Acquisitions, and in the event that
either of the Acquisitions are not completed, the proceeds from the
offering will be used to repay the outstanding borrowings under
TXO’s revolving credit facility and for general partnership
purposes.
Raymond James is acting as the sole book-running manager for the
offering. The offering is being made pursuant to an effective shelf
registration statement, including a base prospectus, filed by TXO
with the Securities and Exchange Commission (“SEC”). The offering
of these securities may be made only by means of the prospectus
supplement and the accompanying base prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended. When available, a copy of the prospectus supplement may be
obtained from any of the following sources:
Raymond James & Associates, Inc.
Attention: Syndicate
880 Carillon Parkway
St. Petersburg, Florida 33716
Telephone: (800) 248-8863
Email: prospectus@raymondjames.com
You may also obtain these documents for free when they are
available by visiting EDGAR on the SEC website at www.sec.gov.
Important Information
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities, and shall not
constitute an offer, solicitation or sale in any jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of that
jurisdiction.
About TXO Partners, L.P.
TXO Partners, L.P. is a master limited partnership focused on
the acquisition, development, optimization and exploitation of
conventional oil, natural gas, and natural gas liquid reserves in
North America. TXO’s current acreage positions are concentrated in
the Permian Basin of West Texas and New Mexico and the San Juan
Basin of New Mexico and Colorado.
Cautionary Statement Concerning Forward-Looking
Statements
Certain statements contained in this press release constitute
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements include the words such as “possible,” “if,” “will” and
“expect” and contain statements regarding the size, timing or
results of the offering and the proposed Acquisitions. These
forward-looking statements represent TXO’s expectations or beliefs
concerning future events, and it is possible that the results
described in this press release will not be achieved, and they are
subject to risks, uncertainties and other factors, many of which
are outside of TXO’s control, that could cause actual results to
differ materially from the results discussed in the forward-looking
statements.
Any forward-looking statement speaks only as of the date on
which it is made, and, except as required by law, TXO does not
undertake any obligation to update or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise. New factors emerge from time to time, and it is not
possible for TXO to predict all such factors. When considering
these forward-looking statements, you should keep in mind the risk
factors and other cautionary statements discussed in "Risk Factors"
in our prospectus supplement, the Registration Statement on Form
S-3, our Annual Report on Form 10-K for the year ended December 31,
2023, our Quarterly Reports on Forms 10-Q filed with the U.S.
Securities and Exchange Commission and our other filings with the
SEC. These risks include, but are not limited to, our ability to
consummate the proposed Acquisitions on the terms currently
contemplated, the anticipated future performance of the combined
company, risks and uncertainties related to economic, market or
business conditions, and satisfaction of customary closing
conditions related to the proposed offering and the proposed
Acquisitions. The risk factors and other factors noted above could
cause its actual results to differ materially from those contained
in any forward-looking statement. You are cautioned not to place
undue reliance on these forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20240626707365/en/
TXO Partners Brent W. Clum President, Business Operations &
CFO 817.334.7800 ir@txopartners.com
TXO Partners (NYSE:TXO)
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